Medical Resource Acquisition Group LLC Refutes the Position Taken by Rockwell Medical Inc.’s Directors That They Did Not Fi...
March 12 2020 - 3:33PM
MRAG, an investment company focused on facilitating the advancement
of innovative healthcare companies,
which offered Rockwell Medical (RMTI; NASDAQ) funding of
$15 million and put up a slate of three new directors to replace
current Directors Lisa Colleran, John Cooper and Mark Ravich,
announces that it properly delivered notice of MRAG’s three
director nominations under Rockwell’s Bylaws and prescribed advance
notice period, entirely refuting Rockwell’s assertion
otherwise.
MRAG maintains and, as confirmed by its legal
counsel Loeb & Loeb, that it, without question, correctly
submitted its slate of directors for the upcoming annual
shareholder meeting and that this was done in accordance with the
bylaws of Rockwell Medical and the state laws of
Delaware.
Mr. Shroff, MRAG General Partner and one of
three new nominee Directors contesting the election of Rockwell’s
Directors, stated, “We are very disappointed in
Rockwell Medical’s Board and management for using baseless
tactics in an attempt to insulate themselves and protect their
excessive compensation. We have made the Board an extremely
generous offer to fund the Company with $15 million, at very
beneficial terms, and their choice to decline it in an environment
where there are few funding options available, and in circumstances
where they are continually burning excessive cash, shines a bright
light on their motives. For the sake of all shareholders, we will
use all options available to us, including litigation, in order to
ensure that our slate of directors is considered by the
shareholders at the upcoming annual shareholder meeting.”
Mr. Shroff further stated, “Our three director
nominees continue to purchase and accumulate RMTI shares with their
personal money, demonstrating the clear contrast to the current
Rockwell Directors and management who I understand have not
purchased a single share of stock during the last two years. In
fact, of the six directors, I understand that five have never
purchased a single share from the market, even at record lows. Our
offer to fund the company in exchange for the three board seats up
for election, remains available.”
Mr. Shroff added, “Unfortunately, Rockwell’s
Board and management has resorted to improper tactics in an
attempt to put their own personal interests
before their fiduciary duty to the shareholders of
the Company. Protracted litigation will cost
Rockwell significant amounts of money that the Company
can ill afford to waste, and that will
be expended to the detriment of the Company’s financial
health and cause prejudice to shareholders who must have
a choice of directors to elect at the upcoming annual shareholder
meeting. We hope that shareholders will be
given the opportunity to voice and vote their opinion and have
their say in the management and Board of Rockwell. Had the Board of
Directors governed well, they would have nothing to fear from those
they govern on behalf of. Choice should not be limited by those
that fear they will not be re-elected.”
Forward Looking Statements
Certain information set forth in this presentation contains
“forward-looking information”, including “future oriented financial
information” and “financial outlook”, under applicable securities
laws (collectively referred to herein as forward looking
statements). These forward-looking statements are based on current
expectations, estimates, forecasts and projections. Words such as
“expect,” “anticipate,” “should,” “believe,” “hope,” “target,”
“project,” “goals,” “estimate,” “potential,” “predict,” “may,”
“will,” “might,” “could,” “intend,” “shall” and variations of these
terms or the negative of these terms and similar expressions are
intended to identify these forward-looking statements. Forward
looking statements are subject to a number of risks and
uncertainties, many of which involve factors or circumstances that
are beyond MRAG’s control.
These statements are not guarantees of future
performance and undue reliance should not be placed on them. Such
forward-looking statements necessarily involve known and unknown
risks and uncertainties, which may cause events to differ
materially from any expectations or projections of future
performance or result expressed or implied by such forward looking
statements. These risks include, among other things: (i) market
perception regarding MRAG and the viability of the proposed
transactions; (ii) the availability of financing for the proposed
transaction with Rockwell Medical; and (iii) the recent outbreak of
the novel coronavirus and the global impact it may have on
financial markets and the life sciences sector. Although
forward-looking statements contained in this presentation are based
upon what management of MRAG believes are reasonable assumptions,
there can be no assurance that forward-looking statements will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such statements. MRAG
undertakes no obligation to update forward-looking statements if
circumstances or management’s estimates or opinions should change
except as required by applicable securities laws. The reader is
cautioned not to place undue reliance on forward-looking
statements
CONTACT:Tien Mac/o Redhill Communications011 49
163 835 8774
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